Kadoya Seiyu (2612) said on Nov. 6 it cannot endorse a legally binding re-proposal from rival bidder Candidate B offering ¥2,914 to ¥3,044 per share, and kept its support and tender recommendation for the tender offer by ITG-G Holdings.
The sesame oil maker said Candidate B, an operating company that took part in its earlier sale process, is classified under the tender offer agreement with ITG-G Holdings as a party excluded from submitting a qualifying counter-proposal. The special committee also did not conclude that Candidate B's deal would enhance corporate value.
Candidate B's re-proposal, received Nov. 2, raises the price in its Sept. 7 binding final letter of intent and attaches a financing commitment letter. It is conditional on board endorsement. The offer price depends on which shareholders agree to sell through share buybacks:
| Structure | TOB price per share |
|---|---|
| 1 (corporate shareholders) | ¥2,950 |
| 2 (corporate shareholders, Ozawa Bussan, Ozawa Shoji) | ¥3,044 |
| 3 (Mitsubishi Shoji, Ozawa Bussan, Ozawa Shoji) | ¥2,914 |
Under Structure 1, shares held by corporate shareholders would be bought back at ¥2,424 each.
Separately, Candidate A told the company on Nov. 4 it does not plan to submit a binding proposal, citing the board's existing endorsement of the ITG-G Holdings offer. Kadoya Seiyu has ended its review of Candidate A.
On Oct. 28, after receiving a higher-priced proposal from Candidate C, the company asked ITG-G Holdings to discuss changing its offer price. The special committee's recommendation and the board's opinion remain unchanged.
Next steps: Under the tender offer agreement, the deadline for ITG-G Holdings to re-propose a price at or above Candidate C's was Oct. 29, 2026, or Nov. 9, 2026, if the tender offer period is extended.
| Hob Co., Ltd. | |
| Offer price | ¥1,140 per share |
| Shobunsha Holdings | |
| Offer price | ¥752 per share |
| Charm Care Corporation | |
| Tender offer price | ¥1,970 per share |
| GEOSTR Corporation | |
| H1 net profit | ¥951 million (up 118.9%) |
| Dai Nippon Toryo Co., Ltd. | |
| H1 net profit attributable to owners | ¥3.43 billion (up 144.2%) |
| Shinto Paint Co., Ltd. | |
| Share exchange effective date | Feb. 25, 2027 (scheduled) |
| Up Garage Group | |
| Maximum shares to be purchased | 880,000 shares (11.09%) |
| Nakku | |
| H1 net income | loss of ¥62 million |
| M&A / TOB | 23 |
| Guidance | 83 |
| Buybacks | 28 |
| Dividends | 22 |
| Capital | 11 |
| Earnings | 275 |
| People | 2 |
Summaries of public disclosures by Japanese listed companies. Not investment advice; accuracy not guaranteed. Figures and dates in the TDnet originals prevail.
本站內容為日本上市公司公開開示之摘要整理，非投資建議，亦不保證正確。數字與日程以 TDnet 原文為準。
本サイトは日本の上場企業の適時開示を要約したものであり、投資助言ではありません。正確性は保証しません。数値・日程は TDnet の原文が優先します。